FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

PETERSON RENEE J
2. Issuer Name and Ticker or Trading Symbol

TORO CO [ TTC ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
VP, Treasurer & CFO
(Last)          (First)          (Middle)

8111 LYNDALE AVENUE SOUTH
3. Date of Earliest Transaction (MM/DD/YYYY)

9/13/2019
(Street)

BLOOMINGTON, MN 55420
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock  9/13/2019    G   V 917  D $0  9682.344  D   
Common Stock  9/13/2019    M    26400  A $14.1125  36082.344  D   
Common Stock  9/13/2019    S    26400  D $74.10 (1) 9682.344  D   
Common Stock  9/13/2019    M    51600  A $21.03  61282.344  D   
Common Stock  9/13/2019    S    51600  D $74.02 (2) 9682.344  D   
Common Stock                 50000  I  Held by the Renee J. Peterson Grantor Retained Annuity Trust 
Common Stock                 713.877 (3) I  The Toro Company Investment, Savings & ESOP 
Performance Share Units                 83587.16 (4) D   

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option  $14.1125  9/13/2019    M        26400    (5) 12/7/2021  Common Stock  26400  $0  0  D   
Non-Qualified Stock Option  $21.03  9/13/2019    M        51600    (6) 12/11/2022  Common Stock  51600  $0  0  D   

Explanation of Responses:
(1)  The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $74.10 to $74.14, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1) and (2) to this Form 4.
(2)  The price reported in Column 4 is a weighted average price. These shares of common stock were sold in multiple transactions at prices ranging from $73.725 to $74.16, inclusive.
(3)  Includes the following shares of common stock acquired by the reporting person since the date of her last report: 7.066 net shares acquired under the dividend reinvestment feature of The Toro Company Investment, Savings & ESOP (the "IS&ESOP") less non-discretionary quarterly administrative fees; and 60.273 shares acquired through issuer annual investment fund contributions to the IS&ESOP.
(4)  Includes 864.1 performance share units acquired by the reporting person since the date of her last report under the dividend reinvestment feature of The Toro Company Deferred Compensation Plan for Officers.
(5)  The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was December 7, 2011.
(6)  The option vested in three equal annual installments commencing on the first anniversary of the date of grant, which was December 11, 2012.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PETERSON RENEE J
8111 LYNDALE AVENUE SOUTH
BLOOMINGTON, MN 55420


VP, Treasurer & CFO

Signatures
/s/ Nancy A. McGrath, Attorney-In-Fact 9/16/2019
**Signature of Reporting Person Date


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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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